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  Exhibit 4(c)    
    


PROTECTIVE LIFE INSURANCE COMPANY        P. O. BOX 2606        BIRMINGHAM,
 ALABAMA    35202-2606  


 
    GUARANTEED ACCOUNT ENDORSEMENT    
    


        We are amending the Contract to which this endorsement is attached as described below: 



	1.
	The
definition for Contract Value is deleted and replaced by the definition below: 



Contract Value:    Prior to the Annuity Commencement Date, the sum of the Variable Account value and the Guaranteed Account value attributable
to a {Contract} {Certificate}.  



	2.
	The
first paragraph of the provision entitled "Variable Account Value" in the  "VARIABLE ACCOUNT" section of your Contract is deleted and replaced by the
paragraph below: 




Variable Account Value—At any time prior to the Annuity Commencement Date, the Variable Account value is equal
to: 


	(1)
	Purchase
Payments allocated to the Variable Account; plus



	(2)
	amounts
transferred into the Variable Account; plus



	(3)
	other
amounts applied to the Variable Account; plus or minus



	(4)
	investment
performance; minus



	(5)
	amounts
transferred out of the Variable Account; minus



	(6)
	the
amount of any surrenders removed from the Variable Account including any applicable surrender charges; minus



	(7)
	other
charges, fees and premium tax deducted from the Variable Account. 






The
Variable Account value equals the total of the Sub-Account values.  



	3.
	The
following provisions are added to your Contract. 



 
 

  DEFINITIONS    
    


         
Guaranteed Account:    Includes any Allocation Option we may offer with interest rate guarantees. 


 
 

  GUARANTEED ACCOUNT    
    


        General Description—The Guaranteed Account includes the Fixed Account and
the DCA Fixed Accounts, which are each a part of the Company's general account. Amounts allocated to an account in the Guaranteed Account earn interest from the date they are credited to the
account. 


        We,
in our sole discretion, establish interest rates for each account in the Guaranteed Account. We will not declare a rate that yields values less than those required by the state in
which the Contract is delivered. Because interest rates vary from time to time, allocations made to the same account in the Guaranteed Account at different times may earn interest at different rates. 



        Fixed Account—Generally, you may allocate some or all of your Purchase Payments and may transfer some or all of your Contract
Value to the Fixed Account. The interest rates we apply to a Purchase Payment or a transfer allocated to the Fixed Account are guaranteed for one year from the date they are credited to the account.
When an interest rate guarantee expires, we will set a new interest rate, which may not be the same as the interest rate then in effect for a subsequent Purchase Payment allocated to the Fixed
Account. The new interest rate is also guaranteed for one year. 


        DCA Fixed Accounts—The DCA Fixed Accounts are available only for Purchase Payments designated for dollar cost
averaging. You may allocate a Purchase Payment to a DCA Fixed Account only when the value of that DCA Fixed Account is $0. The entire value of a DCA Fixed Account must be
transferred to the Variable Account prior to allocating any new Purchase Payment to that DCA Fixed Account. Allocations to a DCA Fixed Account must include instructions regarding
transfer frequency and the Sub-Accounts into which the transfers are to be made. 


1







 

        We
will systematically transfer Purchase Payments allocated to a DCA Fixed Account into the Variable Account in equal amounts over the period we allow for that DCA Fixed
Account. The interest rate we apply to a Purchase Payment allocated to a DCA Fixed Account is guaranteed for the period over which transfers are allowed from that DCA Fixed Account.
Interest credited to a DCA Fixed Account will be accumulated and transferred from the DCA Fixed Account after the last dollar cost averaging transfer. 


        Guaranteed Account Value—Prior to the Annuity Commencement Date, the Guaranteed Account value is equal
to: 



	(1)
	Purchase
Payments allocated to the Guaranteed Account; plus



	(2)
	interest,
and other amounts credited to the Guaranteed Account; minus



	(3)
	amounts
transferred out of the Guaranteed Account; minus



	(4)
	the
amount of any surrenders removed from the Guaranteed Account including any applicable surrender charges; minus



	(5)
	other
charges, fees and premium tax deducted from the Guaranteed Account. 




        For
the purposes of interest crediting, amounts deducted, transferred or withdrawn from accounts in the Guaranteed Account will be separately accounted for on a "first-in,
first-out" (FIFO) basis. 


 
 

  TRANSFERS    
    


        Transfers—There are limitations on transfers involving the Guaranteed
Account. No transfer is permitted into any account in the Guaranteed Account until 6 months after the last transfer from an account in the Guaranteed Account. Transfers into a DCA Fixed
Account are not permitted. 


        The
maximum amount that may be transferred out of the Fixed Account in any Contract Year is the greater of (a) $2,500; or (b) 25% of the Fixed Account value as of the prior
Contract Anniversary, plus 25% of any Purchase Payments and transfers allocated to the Fixed Account since the prior Contract Anniversary. This restriction does not apply to dollar cost averaging
transfers from the Fixed Account. 


        Dollar Cost Averaging—You may establish dollar cost averaging transfers from any account in the Guaranteed Account but dollar
cost averaging transfers into an account in the Guaranteed Account or the {OppenheimerFunds Money} Sub-Account are not permitted. We will not accept Written Instructions to establish
dollar cost averaging transfers from the Fixed Account over a period less than 12 months. If dollar cost averaging transfers from a DCA Fixed Account are terminated, we will transfer any
amount remaining in that DCA Fixed Account into the Sub-Accounts according to the allocation instruction in effect for that DCA Fixed Account at the time the dollar cost
averaging transfers are terminated, unless you have otherwise instructed us how to allocate the remaining amount. 


 
 

  SURRENDERS    
    



        Surrenders from the Guaranteed Account—The Company may delay payment of a
partial or full surrender from the Guaranteed Account for up to six months where permitted. 


        Signed
for the company and made a part of the contract as of the Effective date. 


PROTECTIVE
LIFE INSURANCE COMPANY 



	
	

 
	Secretary




2







 
 
 

  MINIMUM GUARANTEED ACCOUNT VALUES    
    


        This table illustrates the accumulation of an annual $10,000 Purchase Payment made at the beginning of each Contract Year at the
minimum guaranteed interest rate, annual contract maintenance fee and surrender charge schedule applicable to this Contract. 



																				
	Year



 
	 	Beginning

Contract

Value 	 	Ending

Contract

Value 	 	Surrender

Charge

Percentage 	 	Free

Withdrawal

Amount 	 	Ending

Surrender

Value 	 	Effective

Rate of

Return 	 
	 1
	 	$	10,000	 	$	10,120	 	 	7.0	%	$	1,000	 	$	9,482	 	 	(5.18	)%
	 2
	 	
$	

20,120	 	
$	

20,392	 	 	

6.0	
%	
$	

2,012	 	
$	

19,289	 	 	

(2.39	
)%
	 3
	 	
$	

30,392	 	
$	

30,818	 	 	

6.0	
%	
$	

3,039	 	
$	

29,151	 	 	

(1.43	
)%
	 4
	 	
$	

40,818	 	
$	

41,400	 	 	

5.0	
%	
$	

4,082	 	
$	

39,534	 	 	

(0.47	
)%
	 5
	 	
$	

51,400	 	
$	

52,171	 	 	

4.0	
%	
$	

5,140	 	
$	

50,290	 	 	

0.19	
%
	 6
	 	
$	

62,171	 	
$	

63,104	 	 	

3.0	
%	
$	

6,217	 	
$	

61,397	 	 	

0.66	
%
	 7
	 	
$	

73,104	 	
$	

74,200	 	 	

2.0	
%	
$	

7,310	 	
$	

72,862	 	 	

1.00	
%
	 8
	 	
$	

84,200	 	
$	

85,463	 	 	

0	
%	
$	

8,420	 	
$	

85,463	 	 	

1.47	
%
	 9
	 	
$	

95,463	 	
$	

96,895	 	 	

0	
%	
$	

9,546	 	
$	

96,895	 	 	

1.47	
%
	 10
	 	
$	

106,895	 	
$	

108,498	 	 	

0	
%	
$	

10,600	 	
$	

108,498	 	 	

1.48	
%





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Exhibit 4(c)


GUARANTEED ACCOUNT ENDORSEMENT

DEFINITIONS

GUARANTEED ACCOUNT

TRANSFERS

SURRENDERS

MINIMUM GUARANTEED ACCOUNT VALUES